Members and consulting clients of the Tri-State CRI take active ownership of their investments through robust shareholder engagement and proxy voting in order to address environmental, social and corporate governance concerns. In the United States and in varying degrees internationally, investors in publicly owned companies are part owners of the corporation. This ownership provides certain rights such as annually voting a proxy and raising concerns before management and the Board of Directors.
In the last few decades, a growing number of shareholders have participated in a variety of strategies to exercise ownership over the corporations they are invested in. By actively engaging with the corporations they are invested in, shareholders can influence the activities of corporations for the enhancement of both shareholder value and social justice concerns. The Tri-State Coalition engages in the following strategies of Active Ownership, providing resources, coordination, and support to members in pursuing these tactics:
Communication with the Company
Investors often have concerns about corporate practic
es. Initial letters of inquiry attempt to access information regarding issues. Very often this will satisfy investors or will result in a meeting that will provide additional information.
Filing Shareholder Resolutions
At times corporations will not adequately disclose information, or such information will raise additional concerns. Filing a shareholder resolution outlines the concerns of the stockholder and asks for a certain action by the company or Board of Directors. In other circumstances, while communications may continue, a shareholder proposal is filed simply to secure additional exchanges or keep the concerns before all shareholders. A shareholder resolution must be no more than 500 words and avoid suggestions of “ordinary business”. A legal “filing letter” and verification that the shareholder(s) own at least $2,000 worth of stock must accompany the resolution. A proposal presented by a shareholder is typically non-binding. A successful shareholder resolution garners 3% of the vote the first year, 6% the second and 10% in subsequent years in order to be considered for another year. For resources on filing shareholder resolutions, click HERE.
Substantial work can be accomplished in corporate dialogues. When Tri-State CRI members and allied investors meet with management in a dialogue format it often becomes clear to the company that these parties are critical stakeholders with both concerns and expertise not readily available within the corporation. Enabled by the format of a confidential dialogue, Tri-State CRI and ICCR members have been able to raise difficult and challenging concerns in an atmosphere of trust. While not all companies have this experience, a growing number of corporations look to use this dialogical process to address concerns. Many refer to this as an “insider strategy” as contrasted by typical “outsider strategies” that may include demonstrations, boycotts, etc. However, Tri-State CRI believes that these strategies complement each other. While corporate dialogues have at times been less publicly confrontative than other approaches, they are often successful even where other methods have failed.
Annual Stockholder Meetings
Shareholders who have a resolution before the company must present the resolution in person or by proxy. This is an opportunity to address concerns before the Board of Directors, management and other stakeholders.
A key tenet of socially responsible investing is the voting of proxies. Proxy voting gives shareholders a say in the workings of corporations, allowing those who own the company to decide on matters of corporate governance. Since most stockholders are unable to attend a company’s Annual General Meeting, they are able to vote on these matters by proxy instead. Board diversity, environmental and lobbying disclosure, and human rights policies are just some of the issues investors can support with their proxies. Reviewing both company and shareholder sponsored resolutions is critical in supporting good governance and effective socially responsible practices. Indeed, proxy voting is a unique opportunity for investors to both influence corporate behavior and align their values with their investments.
Proxy voting influences corporate social responsibility by sending a message to corporate leadership that an issue is of shareholder concern. Strong votes on shareholder resolutions not only allow those resolutions to continue to be filed, but also affect corporate decision making by creating media and reputational risks. Perhaps more importantly, strong proxy votes on shareholder resolutions can be translated into leverage in corporate dialogues. All of this ultimately translates into increased disclosure, policies aligned with values, and strengthened environmental and human rights practices.
For resources on proxy voting guidelines, as well as 2017-2018 social and environmental resolutions, click HERE.
Tri-State CRI offers a service to coalition members as well as other individuals and institutional investors to vote their proxies in a just manner. Contact us by email HERE to learn more about this service.
Public Policy Advocacy
Although Tri-State CRI focuses on direct engagement with corporations and investors, we also engage in limited public policy advocacy to help develop a policy environment that will help advance the substantive issues we address. Many of the issues that Tri-State CRI focuses on, such as climate change and human trafficking, are systemic in nature, and cannot be adequately addressed without changes to public policy. Tri-State CRI also believes it is important for lawmakers to hear from the faith based and socially responsible investment community to underline the fact that there are business and financial stakeholders that support social justice and environmental sustainability.
Tri-State CRI’s public policy advocacy currently focuses on climate change, human trafficking, and the shareholder proposal rule. Working with other investors, Tri-State CRI regularly offers comments and advocates for robust regulation to mitigate the impacts of climate change, such as related to GHG emissions from the automotive sector. Such support has taken the form of investor statements, public comments on proposed regulation, and direct engagement with regulators and effected companies. Tri-State CRI has also engaged in dialogue with legislators in the Tri-State area to discuss proposed climate and energy legislation and other alternatives such as carbon pricing.
In the realm of human trafficking, Tri-State CRI has in the past done public policy advocacy to support the Business Supply Chain Transparency on Trafficking and Slavery Act of 2015. This legislation would have established robust disclosure requirements for corporations of a certain size related to their efforts to combat human trafficking and slavery within their supply chains. As investors, Tri-State CRI members are particularly well positioned to advocate in support of this legislation, as it would not only support efforts to eradicate the scourges of human trafficking and slavery but also help corporations manage the risks posed by these issues. Tri-State CRI has signed ICCR’s investor statement in support of this legislation, sent dozens of letters to legislators, and met with certain lawmakers to promote the bill and seek co-sponsors.